⚠ DRAFT — pending legal review
This is a plain-English working draft generated from the company's internal decisions. It is not yet reviewed by an attorney and is not final. Do not rely on it as a binding contract until a lawyer has reviewed and approved it (note especially the franchise / business-opportunity classification question in section 8).
full.bar Distributor Agreement
Version 2026-10-22
This Distributor Agreement (the “Agreement”) is between Chargr Networks LLC, a Virginia limited liability company doing business as full.bar (“full.bar,” “we,” “us”), and the person or entity who signs below (the “Distributor,” “you”). By signing you agree to these terms and to the commercial terms in your Schedule A. We wrote this to be read — if anything is unclear, ask us before you sign.
1. The words we use
- Station — a full.bar phone-charging station; Batteries — the portable batteries it dispenses. full.bar owns both at all times.
- Venue — a business location (café, clinic, laundromat, gym, bar, and similar) that hosts a Station.
- Placement — one placement credit, good for one Station at one Venue. A Placement is “made” on the date its program fee is paid (or, where your Schedule A sets no program fee, the date you reserve it in your dashboard).
- Distributor of Record — you, for each Venue you introduced where a Station is activated.
- Effective Date — the date you sign this Agreement.
- Schedule A — the commercial terms for your Placements: the program fee, your revenue-share percentage, and how long the share runs. It is presented to you when you sign and captured, exactly as shown, in your signed copy.
2. What you do
You find Venues that want to host a Station and introduce them to full.bar. When a Venue you sign is approved and a Station is activated there, you become the Distributor of Record for that Venue. While you are earning a revenue share at a Venue, you are also its hands-on contact when a problem can’t be fixed remotely — Section 6 spells out exactly who does what.
3. What you earn
For each Venue where you are the Distributor of Record, you earn the share of Net Revenue (Section 4) set out in your Schedule A, for the term shown there, measured per Venue, per Distributor. Re-placing, moving, or swapping a Station at the same Venue does not restart the term, and there is no automatic renewal. When the term ends, the placement converts to full.bar and your share for that Venue ends. Earnings are paid monthly, after the month closes and the rental revenue for it has settled to full.bar, through our payment processor; we may withhold or net amounts reasonably needed to cover refunds and chargebacks. Each payout comes with a statement showing the numbers behind it. Our payment processor’s payout fee is yours and is shown on each payout.
Your program fee, revenue share, and share term are set out in the Schedule A presented when you sign.
4. Net Revenue — what’s deducted, and what never is
“Net Revenue” for a Venue means the rental revenue actually collected from customers at that Venue, minus only the following:
- payment-processing fees charged on rentals by our payment processors;
- refunds, chargebacks, and their associated processor fees;
- sales, use, excise, and similar taxes and government-imposed fees on rentals, where we collect or owe them;
- the cost of Batteries consumed at that Venue — for example, Batteries bought out by customers, lost, or retired from service.
These are never deducted: the Station and its shipping to you or the Venue (covered by the program fee), shipping of Batteries, remote monitoring and diagnostics, customer support, software, payment infrastructure, and our overhead. We will not add new deduction categories without publishing a new version of this Agreement (Section 12), and your dashboard shows the same numbers we use to pay you.
5. Program fee & hardware ownership
- Each Placement carries the program fee shown in your Schedule A. The fee covers the Station and its shipping to you or the Venue and buys your revenue-share opportunity for that Placement — it is not a purchase of equipment — and is non-refundable except where the law requires otherwise.
- full.bar owns all hardware at all times (Stations and Batteries) and pays for repair and replacement of failed hardware. If a placement ends, the hardware is returned to or retrieved by full.bar.
6. Service & support — who does what
full.bar runs the operation centrally. We monitor each Station remotely, know when working Battery counts run low, and decide when to ship replacement Batteries directly to Venues. We control what each Station’s screen displays (a consistent full.bar look, with a branding slot the Venue may fill), and we set consumer rental pricing centrally — it can vary by time of day and by location, and the Station’s screen always shows the prices being charged. We handle remote diagnostics and remote operation (restarts, configuration, releasing stuck slots, and similar), customer support, and hardware repair and replacement.
You are the hands-on backup. For each Venue where you are earning a share, when a problem can’t be fixed remotely or with a shipped Battery, you agree to provide reasonable on-site assistance at our request — for example, power-cycling or reconnecting a Station, checking power and placement, installing shipped Batteries or parts, swapping a Station, or retrieving hardware. Our target response window is 7 days from our request, unless we agree otherwise.
If on-site help doesn’t happen after we ask, and the issue is still open 14 days after written notice, we may fix it ourselves or hire someone local and deduct the reasonable, documented cost from your share for that Venue — or, for repeated failures, end your Distributor-of-Record status for that Venue. We will always try the lightweight fix first.
7. No earnings guarantee
full.bar does not guarantee any level of earnings. Any figures, examples, or calculators we provide are estimates based on stated assumptions and are not promises. Your actual earnings depend on the venues you sign and on factors outside our control. Many distributors may earn little or nothing. Your earnings come only from rentals at your Venues — full.bar pays nothing for recruiting other distributors, and this program has no recruitment element.
8. You are an independent contractor
You are an independent contractor — not an employee, partner, joint venturer, or franchisee of full.bar. In practice that means:
- you decide when, where, and how you work — there are no shifts, quotas, or minimums, and you are free to run other businesses, including competing ones;
- you receive no employee benefits, and we do not withhold taxes from your payouts — you are responsible for your own income and self-employment taxes (we file IRS Form 1099-NEC or its successor where required);
- you cannot sign contracts for us or otherwise bind full.bar — introducing a Venue happens on full.bar’s paperwork and takes effect only when we approve it;
- nothing in this Agreement creates an employment or franchise relationship. [Legal review needed: confirm classification under the FTC Franchise Rule and Business Opportunity Rule, state business-opportunity statutes, and worker-classification law; required disclosures, if any, must be added before public launch.]
9. No territory or exclusivity
Placements are first-come, first-served by Venue. Signing a Venue does not give you a territory or exclusivity, and being a distributor does not restrict you — you may sign Venues anywhere full.bar operates, and another distributor may sign different venues nearby.
10. Using the full.bar name; representing the program
- We grant you a limited, revocable, non-exclusive permission to use the full.bar name, logo, and materials we provide, only to present the program truthfully. It ends when this Agreement ends.
- Represent the program honestly and lawfully. Don’t make earnings claims beyond our published materials, don’t contact people in ways the law restricts (spam, robocalls, unsolicited texts), and don’t offer venue staff undisclosed personal payments to accept a Station.
- Don’t tamper with Stations, Batteries, or payment flows, and don’t divert or accept rental payments outside full.bar’s payment system.
11. Ending this Agreement
- You can stop anytime with written notice. Revenue shares on your existing placements keep running for their remaining terms (and your Section 6 duties continue with them); you simply stop making new Placements.
- We can suspend or terminate for cause: fraud or misrepresentation (including at signup), unauthorized earnings claims, unlawful conduct, harming a Venue relationship or the full.bar brand, tampering or payment diversion, assigning this Agreement without consent, or any other material breach not cured within 14 days of written notice.
- Amounts properly accrued before termination are still paid. If termination is for fraud, tampering, or payment diversion, the share for the affected Venues may be forfeited. [confirm enforceability on review]
- If we ever retire the program, existing placements keep their Schedule A terms for their remaining share terms.
12. Changes, disputes, and the fine print
- Changes: we may update this Agreement; changes are versioned, and material changes require re-signing before they apply to you. A Placement is always governed by the version and Schedule A in force when it was made.
- Confidentiality & data: non-public information you receive through the program (venue lists, pricing, terms) stays confidential. Customer and venue data belongs to full.bar and may be used only for the program, consistent with our Privacy Policy.
- Liability: neither of us is liable to the other for indirect or consequential damages. Our total liability to you is capped at the greater of the program fees you paid and the amounts payable to you in the 12 months before the claim. Each of us is responsible for losses caused by our own breach or negligence, including your own acts on-site. [caps and indemnity to be confirmed on review]
- Disputes: Virginia law governs. Before either of us sues, we agree to try to resolve the dispute in good faith for 30 days. Courts located in Virginia (including small-claims court) have exclusive jurisdiction. [We deliberately do not require arbitration or a class-action waiver — confirm approach with counsel.]
- Housekeeping: you may not assign this Agreement without our consent (we may assign it to a successor of the business); if part of this Agreement is unenforceable, the rest stands; notices go to the email on your account and to hello@full.bar; this Agreement plus your Schedule A is the entire agreement between us.
- Questions: hello@full.bar · Chargr Networks LLC, 8401 Mayland Dr Ste A, Richmond, VA 23294.